In a continuous society, various articles of association appear frequently, and articles of association are a fundamental system of rules. What kind of articles of association are effective? The following is a sample of the articles of association of the transportation company, which I hope will be helpful to you.
Articles of Association of Transport Company 1 Chapter I General Provisions
Article 1 The Articles of Association is formulated in accordance with the Company Law of People's Republic of China (PRC) (hereinafter referred to as the Company Law) and other relevant laws and administrative regulations in order to safeguard the legitimate rights and interests of the Company and its shareholders and standardize the organization and behavior of the Company.
Article 2 A company is an enterprise legal person, which has independent legal person property and enjoys legal person property rights. Shareholders shall be liable to the Company to the extent of their subscribed capital contribution. The company is liable for its debts with all its property.
Article 3 The Company is a limited liability company wholly owned by a legal person.
Article 4 The Articles of Association shall be binding on the Company, shareholders, executive directors, supervisors and senior management personnel from the effective date.
Article 5 Where the Articles of Association are inconsistent with laws, regulations and rules, the provisions of laws, regulations and rules shall prevail.
Chapter II Company Name and Address
Article 6 Company name: Tianjin Xinsuo Transportation Co., Ltd. (hereinafter referred to as the Company).
Article 7 Company Address: A -404, Centralized Office Area of Happiness Commercial Plaza, west of the south section of Commercial Road, Lutai Town, Ninghe County.
Chapter III Business Scope of the Company
Article 8 Business scope of the company: general freight.
Article 9 A company may change its business scope according to the actual situation, but it shall register the change.
Chapter IV Registered Capital of the Company
Article 10 The registered capital (paid-in capital) of the company is RMB 200,000.00 Yuan, which consists of shares.
Where shareholders make capital contributions in cash, they shall deposit their capital contributions in full into the account opened by the company in the bank; If non-monetary property is used as capital contribution, it shall be evaluated and the transfer procedures of its property rights shall be handled according to law.
After the shareholders have contributed their capital, a legally established capital verification institution shall verify the capital and issue a certificate.
Article 11 A company may increase or decrease its registered capital. The increase or decrease of the registered capital of a company shall be handled in accordance with the procedures stipulated in the Company Law and other relevant laws, administrative regulations and articles of association.
Chapter V Legal Representative of the Company
Article 12 The executive director is the legal representative of the company. The term of office is three years and shall be appointed by shareholders. Upon expiration of the term of office, he may be re-elected.
Chapter VI Shareholders
Article 13 Shareholders shall enjoy the following rights:
(1) Dividend from the after-tax profits of the company after making up losses and withdrawing provident fund;
(2) To supervise the business activities of the company and put forward suggestions or questions;
(3) consulting the company's accounting books, consulting and copying the company's articles of association, relevant resolutions or decisions, and financial and accounting reports;
(four) after the termination of the company, the remaining property of the company shall be distributed according to law;
(5) Other rights stipulated by national laws, administrative regulations or the company's articles of association.
Article 14 Shareholders shall undertake the following obligations:
(1) Abide by laws, administrative regulations and the articles of association;
(2) Paying the capital contribution in full;
(3) Ensuring the independence, truthfulness and sufficiency of the company's capital;
(4) Other obligations stipulated by national laws, administrative regulations or the articles of association.
Article 15 Shareholders shall exercise the following functions and powers:
(1) To decide on the company's business policy and investment plan;
(2) To appoint or replace the executive directors and supervisors who are not staff representatives, and decide on the remuneration of the executive directors and supervisors;
(3) Examining and approving the report of the executive director;
(4) Examining and approving the report of the supervisor;
(5) To examine and approve the annual financial budget plan and final accounts plan of the company;
(VI) To examine and approve the company's annual profit distribution plan and loss recovery plan;
(7) To make resolutions on the increase or decrease of the registered capital of the company;
(8) To make resolutions on the issuance of corporate bonds.
(9) To make resolutions on the merger, division, dissolution, liquidation or change of corporate form of the company;
(10) Amending the Articles of Association.
When the shareholders make the above-mentioned resolutions ex officio, they shall make them in writing, which shall be signed by the shareholders and kept in the company. Article 16 Shareholders may transfer their equity according to law. Where a shareholder transfers part of its equity according to law, it shall change its corporate form.
Chapter VII Executive Directors, Managers and Supervisors
Article 17 The Company does not have a board of directors, but only an executive director, who shall be appointed or replaced by shareholders. The term of office of the executive director is three years. Upon expiration of the term of office, the executive director may be re-elected by the shareholders.
Article 18 The executive director shall be responsible to the shareholders and exercise the following powers:
(1) Report the work to shareholders;
(2) Implementing the resolutions or decisions of shareholders.
(3) To decide on the company's business plan and investment plan;
(4) To formulate the company's annual financial budget and final accounts;
(five) to formulate the company's profit distribution plan and loss compensation plan;
(6) To formulate plans for the company to increase or decrease its registered capital and issue corporate bonds;
(seven) to formulate plans for the company's division, merger, dissolution or change of corporate form;
(VIII) Deciding on the establishment of the company's internal management organization;
(9) To decide on the appointment or dismissal of the company manager and their remuneration, and to decide on the appointment or dismissal of the company's deputy manager and financial officer and their remuneration according to the nomination of the manager;
(X) To formulate the basic management system of the company;
Article 19 The Company shall have a manager, who shall be appointed by the shareholders. The manager shall exercise the following functions and powers:
(1) To preside over the production, operation and management of the company and organize the implementation of the resolutions of shareholders or executive directors;
(2) Organizing the implementation of the company's annual business plan and investment plan;
(3) To formulate plans for the establishment of the company's internal management organization;
(4) To formulate the basic management system of the company;
(5) To formulate specific rules of the company;
(six) to propose the appointment or dismissal of the company's deputy manager and financial officer;
(7) To decide on the appointment or dismissal of management personnel other than those who should be decided by the executive director.
(8) Other powers granted by shareholders or executive directors.
Article 20 The Company shall have one supervisor. The term of office of the supervisor is three years. Upon expiration of the term of office, a supervisor may be re-elected by appointment or election.
Executive directors and senior managers shall not concurrently serve as supervisors.
Article 21 A supervisor shall exercise the following functions and powers:
(a) to check the company's finances;
(2) To supervise the behaviors of the executive directors and senior managers in performing their duties, and put forward suggestions for the removal of the executive directors and senior managers who violate laws, administrative regulations, articles of association or decisions of shareholders;
(3) To require the executive directors and senior managers to make corrections when their actions harm the interests of the company;
(4) Proposing proposals to shareholders;
(five) in accordance with the provisions of Article 152 of the Company Law, bring a lawsuit against the executive directors and senior managers;
Chapter VIII Company Finance and Accounting
Article 22 A company shall abide by laws, administrative regulations and the provisions of the financial department of the State Council.
Establish the company's financial and accounting systems, make financial and accounting reports at the end of each fiscal year, and audit them by accounting firms according to law.
Article 23 When distributing the after-tax profits of the current year, the company shall allocate 10% of the profits to the statutory common reserve fund of the company. If the accumulated amount of the statutory common reserve fund of the company is more than 50% of the registered capital of the company, it may not be withdrawn.
If the statutory reserve fund of the company is insufficient to make up for the losses of the previous year, the profits of the current year shall be used to make up for the losses before the statutory reserve fund is withdrawn in accordance with the provisions of the preceding paragraph.
After the company withdraws the statutory reserve fund from the after-tax profits, it can also withdraw any reserve fund from the after-tax profits upon the decision of shareholders.
After the company makes up the losses and withdraws the provident fund, the remaining after-tax profits shall be withdrawn by the shareholders.
Chapter IX dissolution and liquidation of the company
Article 24 A company may be dissolved under any of the following circumstances:
(1) The business term stipulated in the articles of association expires or other reasons for dissolution stipulated in the articles of association occur;
(2) The shareholders decide to dissolve.
(3) The company needs to be dissolved due to merger or division;
(4) The business license is revoked, ordered to close or revoked according to law;
(5) The people's court is dissolved in accordance with Article 183 of the Company Law.
In case of Item (1) of the preceding paragraph, the company may survive by amending its articles of association.
Article 25 If the company is dissolved due to the provisions of items (1), (2), (4) and (5) of the preceding article, a liquidation group shall be established to carry out liquidation according to law; After the liquidation of the company, the liquidation group shall prepare a liquidation report, submit it to the shareholders or the people's court for confirmation, and submit it to the company registration authority to apply for cancellation of company registration and announce the termination of the company.
Article 26 The liquidation group is composed of shareholders and their employees, and shall exercise its functions and powers and undertake obligations in accordance with the Company Law and relevant laws and administrative regulations.
Chapter X Supplementary Provisions
Article 27 The senior management of the company mentioned in the Articles of Association refers to the manager, deputy manager and financial officer of the company.
Article 28 The registered items of a company shall be subject to the approval of the company registration authority.
Article 29 The term of the company's business: long term, from the date when the company's business license is issued, the company is established.
Article 30 Where a company modifies its articles of association according to needs or due to changes in the company's registered items, it shall report the modified articles of association or amendments to the articles of association to the original company registration authority for the record.
Article 31 The Articles of Association shall be made in triplicate, and one copy shall be submitted to the company registration authority.
Articles of Association of the Transportation Company 2 I. Operational Specifications for Safe Production
1, strictly abide by the laws, regulations and work specifications of safety production, strictly abide by the operating rules of safety production, implement various safety production work systems, organize safety production activities and safety knowledge learning, and improve the safety production awareness of all employees.
2. Road transport drivers must achieve "eight noes". That is: "Overloading, speeding, overtaking, driving with illness, emotional driving, impatient driving, risky driving and drunk driving are strictly prohibited". Ensure energetic and careful driving, and strictly abide by road traffic rules and traffic regulations.
3. Make a good record of dangerous sections and actively take countermeasures, especially for road safety in mountainous areas, so as to achieve "one slow, two look, three pass".
4. Goods prohibited by laws and administrative regulations shall not be transported. Goods that can be transported only after going through relevant formalities according to laws and administrative regulations shall be inspected according to regulations and transported only after meeting the requirements.
5. Keep the vehicle in good technical condition and do not modify the operating vehicle without authorization.
6. To achieve "three violations": no violation of labor discipline, no illegal command, no operating rules.
7. When an accident happens, stop immediately, protect the scene, call the police in time, rescue the wounded and materials and property, and assist in accident investigation.
8. Take necessary measures to prevent the goods from falling off and scattering.
9. There is no illegal operation, and the driver's continuous driving time does not exceed 4 hours.
Second, the responsibility system for production safety
1. Earnestly implement the policy of "safety first, prevention first", abide by the national laws and regulations on production safety and operating procedures, abide by the laws and regulations, implement the safety production management regulations of transportation departments at all levels, organize safety production study, and control and reduce the occurrence of road traffic accidents to the maximum extent.
2. Road transport operators are responsible for safety production within the scope of business license, and are the first responsible person for safety production, taking full responsibility for safety production.
3. Hire drivers who meet the operating conditions of road transport, and sign a letter of responsibility for production safety with the driver, and decompose the contents of the letter of responsibility into each work link and post, with clear responsibilities and clear responsibilities, and implement the responsibility system for production safety at all levels.
4. Actively participate in various safety production activities, set up special funds for safety production, and ensure the development of safety production.
5. The principle of "four don't let go" shall be implemented in accident handling, that is, the cause of the accident shall not be let go; The person responsible for the accident did not handle it properly; Rectification measures are not implemented; Don't miss this lesson.
6. Establish a maintenance and overhaul system for operating vehicles, and urge vehicles to conduct comprehensive performance testing and secondary maintenance on time to ensure that vehicles are in good technical condition.
Three, production safety supervision and inspection system
1, conduct a comprehensive safety inspection at least once a month, focusing on the establishment and perfection of the responsibility system for production safety, rules and regulations, the rectification of potential safety hazards, emergency plans, the study and implementation of relevant laws and regulations and the spirit of the meeting, and make records.
2, do a good job of preparation and inspection before and after driving, to ensure driving safety, found hidden dangers to repair in time before driving.
3. Strictly check overloading and unauthorized loading of dangerous goods when loading.
4. Check the safety devices, light signals and certificates of vehicles from time to time.
5, check whether the driver is sick or tired driving, whether in violation of safety production operation procedures.
6, check whether the fire control facilities are safe and effective.
7, establish a system of rewards and punishments for production safety, rewards and punishments according to the system.
Four, employee safety management system
1. Company drivers must abide by the Road Traffic Law of People's Republic of China (PRC), the Regulations of the People's Republic of China on Road Transportation and relevant rules and regulations on traffic safety management, and drive safely. And shall abide by other relevant rules and regulations of the company.
Second, the driver must sign a letter of appointment with the company, and the employment conditions are:
1, must hold a legal driver's license;
2, the age is not more than 60 years old;
3. Obtain the qualification certificate issued by the road transport management department;
4. The company organized interviews, theoretical and mechanical knowledge assessment, and passed the road driving technical examination.
Four, eliminate the hidden dangers of production safety accidents system
In order to implement the responsibility system for safe production, strengthen the supervision and management of road transport safety production and curb traffic accidents, we must:
1. Rectify and implement the hidden dangers of production safety found by the transportation authorities on time.
2, at least once a month to carry out a comprehensive safety inspection, found that there are security risks immediately notify the rectification, and immediately pay special attention to the implementation, timely elimination.
3. Drivers should have regular physical examination and psychological and occupational adaptability examination.
4, every time before the car, to conduct a comprehensive inspection of the safety performance of the vehicle, found that the problem in a timely manner, do not rule out hidden dangers.
5, when loading goods, must check the overload and dangerous goods, etc. , confirmed rear can drive.
6. Do not regularly check whether drivers and vehicles meet the safety management regulations.
7, vehicles after testing, secondary maintenance, find out the hidden dangers to timely rectification, rectification does not reach the designated position shall not be out of the car.
8. Regularly check and correct the fire-fighting equipment, circuits and vehicle parts of vehicles and offices.
9. For the safety hazards that are not rectified in time, the responsible person shall be strictly investigated for responsibility.
10, establish and improve the archives of hidden dangers of production safety accidents, learn from experience and lessons, and organize research and discussion on the application of new technologies.
V. Safety meeting system
1. The safety leading group meets once a month, and drivers focus on safety learning twice a month.
2. The safety leading group meeting shall be convened by the leader of the safety leading group, and the driver safety learning shall be convened by the Ministry of Safety.
3. All members of the safety leadership team and drivers must attend the safety meeting without special circumstances.
4, the implementation of safety learning sign-in system. I must sign in. 20 yuan will be fined every time someone else signs in. Members of the safety leading group and drivers are absent without reason, and 20 yuan will be deducted once.
5. At the end of the year, rewards will be given according to the situation of participating in the study, and it will be one of the conditions for selecting advanced individuals for safety at the end of the year.
Six, safety training and education and learning system
1. The drivers employed by our company should establish good professional ethics and professionalism to provide safe, timely, convenient and comfortable transportation services for passengers and shippers.
2. Drivers should cherish the company's vehicles, pay attention to the maintenance of vehicles at ordinary times, and often check the main parts of vehicles. Spend at least half a day every month to overhaul the vehicles you drive to ensure the cleanliness of the vehicles (including the cleanliness of the inside, outside and engine). When the driver finds that the vehicle is out of order, he should repair it immediately. Will not repair, should immediately report to the management, and put forward specific maintenance advice (including maintenance projects and roughly needed funds, etc.). ). Without approval, vehicles are not allowed to be sent to the factory for maintenance.
3. The driver should always check the validity of various certificates of the vehicle he is driving to ensure that the certificates are complete before driving. If the mileage exceeds four hours, two drivers shall be equipped, and the driver's continuous driving time shall not exceed four hours.
4. The company will conduct safety education, professional ethics education, business knowledge and operating procedures training and examination for drivers from time to time. Those who fail the exam are not allowed to get on the bus.
Articles of association of the transport company 3 I. Management system and reward and punishment system for freight vehicles and drivers
(1) The vehicle shall be managed by the personnel designated by the company. According to the drivers' annual work performance, the company will comprehensively consider the drivers' output value, safe driving, maintenance cost, service attitude, customer opinions and other factors, reward the drivers with good performance, and punish the drivers with poor performance according to the company's relevant systems.
(2) The driver of the vehicle shall be designated by the company. Other personnel are not allowed to drive without approval. Motorists are not allowed to lend their cars to others or other units. In case of violation of 200 yuan, the consequences shall be borne by the driver himself.
(3) Vehicles are not allowed to leave the designated parking lot without approval, including driving home and doing private affairs without permission. After the task is completed, the vehicle should drive back to the designated parking lot in time, and it is not allowed to start the engine to sleep and unload the goods on the vehicle. If the above situation is found, a fine of 100 yuan will be deducted for the first time and the responsibility will be investigated. The repeat offender is hell to pay.
(4) Vehicles entering and leaving the dock must abide by the relevant disciplines and regulations of the dock, with a speed limit of 20km/h. If loading and unloading in the factory, they must abide by the relevant disciplines and regulations of the factory or driving instructions. Those who violate it for the first time shall be investigated for responsibility, fined and written in informed criticism, and those who repeat it shall be given a heavier punishment.
(5) The driver shall go to work on time every day (8: 30 am), except in special circumstances (such as picking up the car after 0: 00 on the same day), and shall not be absent from work, late or leave early without reason. Ask for leave in advance to inform the management and take a rest after approval. Otherwise, report to the company for strict handling.
(6) The driver shall not ask the owner for tips, meals, accommodation, etc. , and shall not participate in gambling and other illegal and criminal acts. Otherwise, report it to the company for handling and send it to the public security department.
(7) In case of an affair or an unfortunate accident, the driver must immediately notify the company's leaders or company management personnel when performing transportation tasks.
(8) The driver must truthfully declare and reimburse the bridge toll, and shall not resort to deceit or falsely make out a receipt. If found, it should be dealt with strictly after verification.
(9) The driver should treat the goods politely and strive to improve the service quality.
(10) The driver who left the locker in the company parking lot but failed to unload it in time will be fined 100 yuan for the first time, and the repeated offenders will be severely punished.
(1 1) The driver who returns after loading and unloading but fails to declare the direct unloading to the tally department will be fined 100 yuan for the first time, and the repeated offenders will be severely punished.
(12) If the driver leaves the trailer or trailer in the factory and fails to tow it back in time, he will be fined 100 yuan for the first time, and the repeat offenders will be severely punished.
(13) If it is found that the trailer board or trailer frame needs to be repaired, but it is deliberately not repaired in time, the first fine of 100 yuan will be imposed, and repeated offenders will be severely punished.
(14) If the manager of the company asks the driver to adjust the trailer or pallet within the specified time, but the driver intentionally fails to adjust it in time, he will be fined 100 yuan for the first time. Those who refuse to mend their ways will be severely punished.
(15) Those who take others on board without permission during transportation will be fined 50 yuan for the first time, and those who repeatedly commit crimes will be severely punished.
(16) Going to bed early at night will fine 50 yuan, and repeat offenders will be severely punished.
(17) Drivers who wear slippers or don't wear coats during working hours will be fined 50 yuan for the first time, and repeat offenders will be severely punished.
(18) If there are special circumstances during the transportation and container loading at the dock, such as the vehicle needs maintenance or the container loading time is too long, but it is not reflected in time, causing unnecessary losses to the company, 50 yuan will be fined for the first time, and repeated heavy penalties will be imposed.
(19) The manager calls the driver in an emergency, and the driver intentionally stops the call, and 50 yuan is fined every time.
(20) If the damage of the cabinet is not observed when loading and unloading the goods at the destination, and the customer is not required to sign for it in time, thus causing unnecessary losses to the company, 50 yuan will be fined for the first time, and repeated offenders will be severely punished.
(2 1) Whoever fails to require the factory stevedores to cover the canvas and clean the cabinets when unloading goods in the factory will be fined 50 yuan every time.
(22) Drivers who are not weighed according to the company's requirements will be fined 50 yuan every time.
(23) If the bulk tools are not returned in time on purpose, 50 yuan will be fined every time, and the lost tools on board will be compensated according to the unit price of the tools purchased.
Second, the safe driving system
(1) Drivers must actively participate in safety learning meetings, further implement various traffic safety measures, and strengthen their awareness of safe driving.
(2) Drivers must strictly abide by the regulations issued by the public security and transportation departments and drive in strict accordance with the operating rules for motor vehicle driving. It is strictly forbidden to hand over the vehicle to a person without a driver's license.
(3) Strictly abide by the traffic rules, and don't do illegal driving behaviors such as speeding and grabbing roads.
(4) Drivers are not allowed to drink alcohol during working hours, and it is forbidden to drive after drinking. Pay attention when driving, and don't push me and do other little tricks when driving.
(5) The company will report the fines for violation of regulations caused by goods or vehicles (such as incomplete documents, vehicle failure, overweight, height, length and width of goods, etc.) in full. ).
(6) If the driver personally causes a violation fine, the company will reimburse 60% in any of the following circumstances, and other circumstances will not be reimbursed.
1, after entering the guide lane, do not drive in the specified direction.
2. Drive on the road during the forbidden time.
3. Failing to meet, reverse or turn around as required.
4. Violation of traffic signals.
5. Violation of traffic signs and markings.
6. Park vehicles in places where parking is prohibited.
7, not according to the provisions of temporary parking.
(7) During the transportation operation, the company will set up a safe driving award according to the actual performance of drivers throughout the year, and give a one-time award as an encouragement at the end of the year.
Reward method:
1. Drivers who have no traffic accidents throughout the year, good service attitude, can save maintenance costs with the company and work actively will be rewarded with 1000 yuan, including accidents for which the other party is fully responsible and fines for illegal goods with incomplete documents, overweight, high, long and wide handled by the company.
2. Drivers who lost less than 200 yuan in minor accidents throughout the year will be rewarded with 300 yuan.
3. Drivers who lost less than 500 yuan due to minor accidents throughout the year will be rewarded 100 yuan.
(8) If the driver is irresponsible in the process of transportation or loading and unloading goods at the destination, resulting in accidents and goods losses and economic losses to the company, the company will deduct the liquidated damages according to the accident responsibility and the degree of economic losses.
Penalty deduction method:
1. If the company loses less than 500 drivers in each accident, the responsible driver will be fined 5% for economic loss, the driver with the same responsibility will be fined 10% for economic loss, the driver with the main responsibility will be fined 15% for economic loss, and the driver with full responsibility will be fined 20% for economic loss.
2. For each accident, the company lost less than 3,000 yuan, and drivers above 500 yuan were fined for the second time 100 yuan, for the same responsibility 150 yuan, for the main responsibility, 200 yuan and for the full responsibility, 300 yuan.
3. If each accident causes the company to lose more than 3,000 yuan and less than 5,000 yuan, 200 yuan will be fined for the second time, 300 yuan will be fined for the same responsibility, 400 yuan will be fined for the main responsibility, and 500 yuan will be fined for full responsibility.
4. If each accident causes losses of more than 5,000 yuan but less than 50,000 yuan, 500 yuan will be fined for the second time, with the same responsibility 1000 yuan, the main responsibility is 20xx yuan, and the total responsibility is 3,000 yuan.
5. If the company loses more than 50,000 yuan in each accident, the driver will be fined 5,000 yuan for secondary responsibility, 0/10,000 yuan for equal responsibility, 0/0.5 million yuan for primary responsibility and 20,000 yuan for full responsibility.
6, drunk driving accident, the driver should take full responsibility.
7, if there is a private Kaifeng or theft shall be investigated for criminal responsibility.
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